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HomeMy WebLinkAbout*AGMT - Sun & Fun Creative Playgroup I F • ;. a . • • • LEASE 1, THIS LEASE is entered into this lV - day oL ', 1987, by and between the CITY OF SEAL BEACH hereina te - , led "City "), and SUN N' FUN CO -OP (hereinafter called "ieI.nt "). ARTICLE I PREMISES Section 1.1 Leased Premises defined. City hereby leases to Tenant the real property described in Exhibit A, attached hereto, along with occasional use of area marked "A -1 ". Said occasional use shall be in concert with usage by other tenants under the master lease, and shall approximate 20 minutes per day and all improvements and personal property now or hereafter located thereon (hereinafter called the "Premises ") for the term and upon all of the conditions and agreements set forth herein. Section 1.2 Condition of Premises. The Premises are accepted "as is" in their present condition. City makes no representation as to the condition of the Premises or their fitness for any purpose. ARTICLE II USE OF THE PREMISES Section 2.1 Permitted Use. The Premises may be used for a day care program to provide supervision and activities for children of preschool and elementary age. Section 2.2 Enrollment priority. Upon the creation of a vacancy in the day care center enrollment, new registrants shall be given priority based on the following order: (1) Resident children of the City of Seal Beach whose parents have taken the required parent education courses given by the Long Beach Council of Parent Participation Nursery Schools, (2) Children of other persons who are employed by the City of Seal Beach and have taken the required parent education courses, (3) All others meeting the basic eligibility requirements. This clause shall only be used for new registrants. Individuals registered at the time this agreement takes effect, shall not be affected by the provisions of this section. Section'2.3 Compliance with Law and Regulations. Tenant shall comply promptly, and at Tenant's expense, with all applicable statues, ordinances, rules, regulations, orders and requirements regulating the use of the Premises. • ARTICLE III TERM Section 3.1 Term. Subject to the terms, covenants, agreements and conditions herein contained, Tenant shall have and hold the Premises for a term commencing on the 1st day of January, 1987 and ending on the 30th day of June, 1991. Section 3.2 Termination. The term of this Lease shall terminate upon the occurrence of any of the following events: (a) A default by Tenant (as defined in Section 10.1) and Lessor's election to terminate this Lease under Section 10.2 hereof. (b) The exercise by Tenant of its right to terminate this Lease under Section 8.2 hereof if the Premises are destroyed or substantially damaged. ARTICLE IV RENT Section 4.1 Monthly Rent. Tenant shall pay to City as monthly rent ( "Monthly Rent "), without deduction, set off, prior notice, or demand, the sum of One Hundred Four Dollars ($104.00), per month in advance on the first day of each month commencing on the date of the Term and continuing through the 30th day of June, 1987, and One Hundred Seventy -five Dollars ($175.00), per month in advance on the first day of each month, thereafter and continuing during the Term. Payment shall be made to: Finance Director, City of Seal Beach, 211 Eighth Street, Seal Beach, Ca 90740. It is agreed that upon payment by the Tenant of One Hundred Four Dollars ($104.00) per month for the period of January 1, 1987 through June 30, 1987 the City will consider all obligations of the Tenant for that time period to have been met. ARTICLE V UTILITIES Section 5.1 Utilities. The City shall provide electricity, water, and sewer utility services used in the Premises during the Lease term (including hookup charges). The City shall not be liable in damages or otherwise for any failure or interruption of any utility services being furnished to the Premises and no such failure or interruption shall entitle Tenant to an abatement of rent or to terminate this Lease except that my abatement received by City shall be passed to Tenant on pro -rata basis. 2 ARTICLE VI MAINTENANCE, REPAIRS AND ALTERATIONS Section 6.1 City's Duties. City shall have no obligation of any kind or nature whatsoever with respect to the maintenance, repair, or restoration of the Premises or any improvements located thereon. Section 6.2 Tenant's Duties. - (a) Maintenance and Repairs. Subject to the provisions of Article VIII pertaining to casualties, Tenant shall during the term of this Lease at Tenant's sole expense keep in a safe, clean, orderly, and sanitary condition, and in a state fit for the intended use the Premises and every part thereof. (b) Performance by City. If Tenant fails to perform its obligations under this Section 6.2, City may at its option, after thirty (30) days' written notice to Tenant (or without notice in the event of an emergency), enter upon the Premises and put the same in good order, condition and repair and the cost thereof shall become due and payable by Tenant to Landlord upon demand. Any such entry shall not be deemed a forcible or unlawful entry or detainer of the Premises or an eviction. City shall not be liable for any inconvenience, disturbance, business interruption, nuisance or other damage arising out of any such entry. Section 6.3 Tenant's Improvements. Tenant shall not make any alterations to the Premises without the prior written consent of City. Any alterations made shall remain on and be surrendered with the Premises on expiration or termination of the term of this Lease. If City so elects, Tenant at its cost shall restore the Premises to the condition existing on the date of this Lease, normal wear and tear excepted. If Tenant is not then in default of any provisions of this Lease, Tenant shall have the right to remove from the Premises immediately before the expiration of the term of this Lease, or with ten (10) days after termination of the term, any alterations Tenant has made to the Premises, as long as the removal will not cause any structural damage to the Premises, and Tenant at its cost promptly restores any damage caused by the removal. 3 • ARTICLE VII INSURANCE AND INDEMNITY Section 7.1 Property Insurance. Tenant shall at all times during the term of this Lease, at its sole cost and expense, maintain in effect policies of insurance covering all improvements now or at any time during the term of this Lease located within or upon the Premises with a reputable insurance company or insurance pool for the full replacement cost of such improvements providing protection against any peril included within the classification "Fire and Extended Coverage ", vandalism and malicious mischief. Full replacement cost does not include the costs of excavation, foundations, and subsurface footings. Proceeds of such insurance shall be payable to City and Tenant as their interests may appear. Should Tenant be unable to secure property insurance, City shall attempt to provide property insurance. The cost of the property insurance policy shall be added to the minimum monthly rent. If the policy is a blanket . policy including both the Premises and other real property, City's insurance agent shall determine in his reasonable judgment the portion of the total premium allocable to the Premises. Section 7.2 Liability Insurance. Tenant shall at all times during the term of this Lease, at its sole cost and expense, maintain in effect full comprehensive public liability insurance, with a single combined liability limit of $1,000,000, and property damage limits of not less than $200,000, insuring against all liability of Tenant and its authorized representatives arising out of or in connection with Tenant's use of the Premises. All public liability insurance and property damage insurance shall insure performance by Tenant of Tenant's indemnity obligations under this Lease. Both parties and the lessor under the Master Lease defined in Section 12.7 shall be named as additional insured, and the policy shall contain cross - liability endorsements. Section 7.3 Evidence. Copies of policies of such insurance or certificates evidencing such insurance shall be delivered to City by Tenant on or before April 15, 1987. No such policy shall be cancellable or the coverage reduced thereunder except after thirty (30) days' written notice to City. All insurance required to be maintained by Tenant shall be primary and non - contributing to other insurance available to City. Section 7.4 Non - Liability of City and Indemnity. The City shall not be liable for any loss of or damage to any improvements, fixtures, equipment, or property of any kind on, or about the Premises, or for injury or death to any person or persons from any cause arising at any time; nor shall City be in any way liable in case of any accident or injury to or death of Tenant's 4 • • • servants, employees, agents, invitees or licensees, or to any person or persons on or about the Premises. Tenant agrees to defend and hold City free and harmless from any and every nature on account of the death of or injury to any person or as a result of loss of or damage to any goods, wares, merchandise or property of any kind, arising out of, resulting from, or occasioned by the use, maintenance, operation, or occupancy or control of the Premises by Tenant or other persons claiming under Tenant or using the Premises with Tenant's express or implied consent. ARTICLE VIII DESTRUCTION, REPAIRS AND RESTORATION Section 8.1 Minor Damage. If at any time during the term of this Lease the Premises are damaged through an act or omission of Tenant, its invitees, or permittees, and such damage is not "substantial" as that term is defined in Section 8.3, then Tenant shall promptly repair such damage, at Tenant's expense to extent such damage is uninsured, and this Lease shall continue in full force and effect. Section 8.2 Substantial Damage. If at any time during the term hereof the Premises are destroyed or damaged and such damage is "substantial" as that term is hereinafter defined, then Tenant, at its option, may cancel and terminate this Lease as of the date of the occurrence of such damage, by giving the City written notice of its election to do so within thirty (30) days after the date of occurrence of such damage. In the event of such termination, Tenant shall pay to City prorated rent for the month computed from the first day of such month to the date of termination. If Tenant does not elect to terminate this Lease, Tenant shall promptly repair such damage, at Tenant's expense to the extent such damage is uninsured, and this Lease shall continue in full force and effect. No lease termination shall relieve Tenant of liability for uninsured damages to the premises arising from Tenant's wilful misconduct or negligence or that of its agents or employees. Section 8.3 Definitions. For the purposes of this Article VIII, damage to the Premises shall be deemed to be substantial if the Tenant cannot meet the minimum State facilities requirements to maintain a license to operate and maintain a day care facility. Section 8.4 Non — Responsibility of City. City shall have no obligation whatsoever to repair or restore the Premises. The City shall not be liable in damages or otherwise for any failure by Tenant or City to repair or replace the destroyed or damaged Premises. Section 8.5 Option to Repair. Should premises be damaged through no fault of Tenant and damage is uninsured, Tenant may at 5 . • • Tenant's expense, and with prior written notice, repair said damage and offset costs of repair against rent due through remainder of term. ARTICLE IX ASSIGNMENT AND SUBLETTING Section 9.1 Assignment and Subletting. Tenant shall not voluntarily or by operation of law assign or encumber its interest in this Lease or in the Premises, or sublease all or any part of the Premises, or allow any other person, or entity to occupy or use all or any part of the Premises without City's prior written consent. Any purported assignment, encumbrance or sublease without City's consent shall be voidable and, at City's election, shall constitute a default. No consent to any assignment, encumbrance or sublease shall constitute a further waiver of the provisions of this paragraph. ARTICLE X DEFAULTS AND REMEDIES Section 10.1 Default Defined. The occurrence of any one or more of the following events shall constitute a default hereunder by Tenant: (a) The failure by Tenant to make any payment of rent or other payment required to be made by Tenant hereunder, as and when due, where such failure shall continue for a period of three (3) days after written notice thereof from City to Tenant. (b) The failure by Tenant to observe or perform any of the covenants or provisions of this Lease to be observed or performed by Tenant, where such failure, if curable, shall continue for a period of thirty (30) days after written notice thereof from City to Tenant; provided, however, that if the nature of Tenant's default is such that more than thirty (30) days are reasonably required for its cure, then Tenant shall not be deemed to be in default if Tenant shall commence such cure within said thirty (30) day period and thereafter diligently prosecutes such cure to completion. (c) (1) The making by Tenant of any general assignment for the benefit of creditors; (2) The filing by or against Tenant of a petition to have Tenant adjudged bankrupt or a petition for reorganization or arrangement under any law relating to 6 ,` • • bankruptcy (unless, in the case of a petition filed against Tenant, the same is dismissed within sixty (60) days); (3) The appointment of a trustee or receiver to take possession of substantially all of Tenant's assets located at the Premises or of Tenant's interest in this Lease, where possession is not restored to Tenant within sixty (60) days; or (4) The attachment, execution or other judicial seizure of substantially all of Tenant's assets located at the Premises or of Tenant's interest in this Lease, where such seizure is not discharged within sixty (60) days. Section 10.2 City's Remedies. The City shall have the following remedies if Tenant commits a default: (a) The City can continue this Lease in full force and effect, and the Lease will continue in effect as long as the City does not terminate Tenant's right to possession, and the City shall have the right to collect rent when due; or (b) The City can terminate Tenant's right to possession of the Premises. No act by the City other than giving notice to Tenant shall terminate this Lease. Acts of maintenance, efforts to relet the Premises, or the appointment of a receiver on City's initiative to protect,the City's interest under this Lease shall not constitute a termination of Tenant's right to possession. Section 10.3 Dependent Covenants. The City shall be under no obligation to observe or perform any covenant of this Lease on its part to be observed or performed during the continuance of any default by Tenant hereunder and such nonperformance by the City shall not be deemed or construed to be an eviction or ejection of Tenant. Section 10.4 Remedies Cumulative. The City may exercise any other remedy or right now or hereafter available to a landlord against a defaulting tenant under the laws of the State of California and not otherwise specifically reserved herein. The various rights and remedies reserved to the City herein, including those not specifically described herein, shall be cumulative, and, except as otherwise provided by California statutory law in force and effect at the time of the execution hereof, the City may pursue any or all of such•rights and remedies, whether at the same time or otherwise. Section 10.5 No Waiver. No delay or omission of the City to exercise any right or remedy shall be construed as a waiver of any such right or remedy or of any default by Tenant or of any interest due hereunder. The acceptance by the City of rent or 7 additional rent hereunder shall not be a waiver of any preceding breach or default by Tenant of any provision hereof, other than the failure of Tenant to pay the particular rent or any additional rent accepted, regardless of the City's knowledge of such preceding breach or default at the time of acceptance of such rent or any additional rent, or a waiver of the City's right to exercise any remedy available to the City by virtue of such breach or default. The acceptance of any payment from a debtor in possession, a trustee or a receiver, or any other person acting on behalf of Tenant or Tenant's estate shall not waive or cure a default under Section 10.1(c) above. Section 10.6 Default by the City. The City shall not be deemed to be in default in the performance of any obligation required to be performed by it hereunder unless and until it has failed to perform such obligation within thirty (30) days after written notice by Tenant to the City specifying wherein the City has failed to perform such obligation; provided, however that if the nature of the City's obligation is such that more than thirty (30) day are required for its performance then the City shall not be deemed to be in default if it shall commence such performance within such thirty (30) day period and thereafter diligently prosecute the same to completion. Section 10.7 Expense of Litigation. If either party incurs any expense, including reasonable attorneys' fees, in connection with any action or proceeding instituted by either party by reason of any default or alleged default of the other party hereunder, or to construe this Lease, the party prevailing in such action or proceeding shall be entitled to recover from the other party reasonable expenses and attorneys' fees in the amount determined by the Court, whether or not such action or proceeding goes to final judgment. In the event of settlement or final judgment in which neither party is awarded all of the relief prayed for, the prevailing party as determined by the Court shall be entitled to recover from the other party reasonable expenses and attorneys' fees in the amount determined by the Court. ARTICLE XI REPRESENTATIONS, COVENANTS AND WARRANTIES Section 11.1 Representations, Covenants and Warranties of Tenant. Tenant represents, covenants and warrants to the City as follows: (a) Tenant is a non - profit corporation duly organized and validly existing under the laws of the State of California. (b) Neither the execution and delivery of this Lease, nor the fulfillment of or compliance with the terms and conditions 8 . . \ hereof, nor the consummation of the transactions contemplated hereby, conflict with or results in a breach of the terms, conditions or provisions of any restriction or any agreement or instrument to which Tenant is now a party or by which the Tenant is bound, or constitutes a default under any of the foregoing. ARTICLE XII MISCELLANEOUS Section 12.1 Notices. Any notice required or permitted to be given hereunder shall be in writing and may be served upon City personally or by certified mail, return receipt requested, addressed to City Manager, 211 Eighth Street, Seal Beach, Ca 90740 and upon Tenant personally or by certified mail, return receipt requested, addressed to Tenant at 357 12th Street, Seal Beach, Ca 90740. Such notice shall be effective upon personal delivery to addressee or if given by mail, shall be effective two (2) days after deposit in the United States mail first class, postage prepaid and addressed as specified above. Either party may by written notice to the other specify a different address for notice purposes. Section 12.2 Severability. Any provision of this Lease which shall prove to be invalid, void or illegal shall in no way affect, impair or invalidate any other provision hereof, and such remaining provisions shall remain in full force and effect. Section 12.3 Time of Essence. Time is of the essence with respect to the performance of every provision of this Lease in which time of performance is a factor. Section 12.4 Headings. The article and paragraph captions contained in this Lease are for convenience only and shall not be considered in the construction or interpretation of any provision hereof. Section 12.5 Entire Agreement and Binding Effect. This Lease contains all of the agreements of the parties hereto with respect to any matter covered or mentioned in this Lease, or relating to the negotiation and execution thereof and no other agreement, representation, statement or understanding pertaining to any such matter, or any provision contained in a preliminary draft of this Lease, shall be effective for any purpose. All of the covenants, conditions, and obligations herein contained shall be binding upon and inure to the benefit of the respective successors and permitted assigns of the parties hereto to the same extent as if such successors and assigns were in each case named as a party to this Lease. No provision of this Lease may be amended or added to except by a agreement in writing signed by the parties hereto or their respective successors in interest. 9 • • • Section 12.6 Possession and Enjoyment. During the term of this Lease, the City shall provide Tenant with quiet use and enjoyment of the Premises, and Tenant shall during such term peaceable and quietly have and hold and enjoy the Premises, without suit, trouble or hindrance from the City, except as expressly set forth in this Lease. The City will, at the request of Tenant and at Tenant's cost, join in any legal action in which Tenant asserts its right to such possession and enjoyment to the extent the City may lawfully do so. Section 12.7 Master Lease. This Lease is subject to the provisions of that Lease ( "the Master Lease ") dated January 1, 1987, by and between The Los Alamitos Unified School District, as landlord, and City, an tenant, covering certain real property of which the Premises are a Part. Tenant shall not take any action which causes a breach of the Master Lease. IN WITNESS WHEREOF, the parties hereto have caused this instrument to be duly executed in duplicate the day and year first above written. "CITY ": CITY OF SEAL BEACH B y � Mayor ATTEST: 41011r -"' lerk "TENANT" SUN N' FUN CO —OP BY e-1.4AZZe: 6614;42 • 10 O P ID AC DATE (MMIDD/YYYY) ACORD CERTIFICAT F LIABILITY INSURAN. SUNNF -1 06/04/08 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Bridge Norena & Associates ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE 0716331 HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 23945 Calabasas Rd. , Suite 210 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Calabasas, CA 91302 Phone:818- 225 -1627 Fax:818- 225 -7029 INSURERS AFFORDING COVERAGE NAIC# INSURED INSURER A Great American Ins . Co . INSURER B Sun N' Fun Creative Play Group Inc INSURER C P.O. Box 364 INSURER D' Seal Beach CA 90740 INSURER E COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS INbR • OWL POLICY NUMBER DATE (MMIDD/YYYN)E POLICY (MMIDD/YY) LIMITS LTR INSRC TYPE OF INSURANCE GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000. X X COMMERCIAL GENERAL LIABILITY PAC2381760 -02 07/13/08 07/13/09 PREMISES(Eaoccurence) $ 135,000 CLAIMS MADE I X OCCUR MED EXP (Any one person) S 5,000 . PERSONAL 8ADVINJURY $ 1, 000, 000. GENERAL AGGREGATE $ 3,000,000. GEN'L AGGREGATE LIMIT APPLIES PER. PRODUCTS - COMP /OP AGG $ 3 , 0 0 0 , 0 0 0 . T] POLICY n JEC n LOC AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT ANY AUTO (Ea accident) ALL OWNED AUTOS BODILY INJURY SCHEDULED AUTOS (Per person) HIRED AUTOS • BODILY INJURY • NON -OWNED AUTOS (Per accident) $ PROPERTY DAMAGE (Per accident) GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ • ANY AUTO OTHER THAN EA ACC $ AUTO ONLY AGG $ EXCESS/UMBRELLA LIABILITY EACH OCCURRENCE $ _ 7 OCCUR I CLAIMS MADE AGGREGATE $ _ $ DEDUCTIBLE _ $ RETENTION $ $ WORKERS COMPENSATION AND I TORY LIMITS I Ica EMPLOYERS' LIABILITY ANY PROPRIETOR/PAR r NER/EXECUTIVE E L EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED' E L DISEASE - EA EMPLOYEE $ If yes, describe under SPECIAL PROVISIONS below E L DISEASE - POLICY LIMIT $ OTHER DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES / EXCLUSIONS ADDED BY ENDORSEMENT / SPECIAL PROVISIONS RE: OPERATIONS OF THE INSURED LOCATED AT 343 12TH ST., SEAL BEACH, CA 90740. CERTIFICATE HOLDER (PROPERTY OWNER ) IS NAMED ADDITIONAL INSURED. CERTIFICATE HOLDER CANCELLATION LOS SPAY SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION CITY OF SEAL BEACH DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 10 DAYS WRITTEN ASSISTANT TO CITY MGR. NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL ATTN : JUNE YOTSUYA IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INS ITS AGENTS OR 211 EIGHTH STREET REPRESENTATIVES. SEAL BEACH CA 90740 AUTHORIZED REPRESENTAT Martha Norena / / r wir4 4! ACORD 25 (2001/08) ©AC ORPORATION 1988